Acquisition of Si En

9 Months Ended

Jun. 30, 2011

Acquisition of Si En [Abstract]

Acquisition of Si En [Text Block]

Acquisition of Si En

On January 31, 2011, the Company acquired 100% of the outstanding shares of Si En Integration Holdings Limited (Si En), a privately held fabless provider of high performance analog and mixed signal integrated circuits headquartered in Xiamen, China. Si En targets the mobile communications, digital consumer, networking, and automotive markets with high quality analog products. Si En’s current products include audio power amplifiers, LED drivers, voltage converters and temperature sensors. The acquisition of Si En is part of a strategy to target additional revenue opportunities and attractive margins in non-memory markets. The Company’s goal with this acquisition is to leverage existing customer and vendor relationships to promote Si En’s products.

The purchase price was approximately $27.4 million in cash which includes a $4.2 million holdback provision for a period of two years from the date of closing to secure certain Si En indemnification obligations.

The purchase price allocation is preliminary and is subject to further working capital adjustments. The allocation of the purchase price of Si En includes both tangible assets and acquired intangible assets. The excess of the purchase price over the fair value allocated to the net assets is goodwill. The goodwill recognized is attributable primarily to expected synergies and the assembled workforce or Si En. The Company currently does not expect to receive a tax benefit for such goodwill.

The estimated purchase price allocation is as follows (in thousands):

Cash and cash equivalents	$	7,240
Accounts receivable	2,148
Inventories	2,117
Property, equipment and leasehold improvements	124
Other current and other assets	260
Intangible assets:
In-process technology	2,610
Developed technology	4,650
Customer relationships	3,800
Other intangibles	570
Total identifiable assets acquired	23,519
Current liabilities	(2,533		)
Deferred tax liability	(1,748		)
Total liabilities assumed	(4,281		)
Net identifiable assets acquired	19,238
Goodwill	8,162
Net assets acquired	$	27,400

The developed technology is being amortized over eight years, the customer relationships are being amortized over five years and the other intangible assets are being amortized over lives ranging from three to four years with a weighted-average useful life of three years and six months.

In the nine months ended June 30, 2011, the Company incurred legal fees of $0.3 million related to its acquisition of Si En and no such fees were incurred in the three months ended June 30, 2011. These costs are recorded in selling, general and administrative expenses in the Company’s condensed consolidated statements of income.